Training
by AndForeverMore
Summary: When Sephiroth has to train the newest recruitment of 3rd class Soldiers how will things turn out? Zack/Cloud/Sephiroth Yaoi, Mature
1. Chapter 1

_*Final Fantasy and all it's characters belong to Square-Enix. This fanfiction is purely for enjoyment and recreation.*_

_This is Yaoi (Male/Male relationship). If you aren't mature to read it then don't. Flames just give me a good chuckle._

_**Training**_

* * *

Sephiroth stormed down the hallway, not waiting for anyone or anything to get out of his way. He was fuming over the fact that _he,_ The General, had to train the newest recruitment of 3rd Class SOLDIERS. He barely had enough time as it was, and here they where, trying to waste his time with inexperienced children.

His thoughts were interrupted as he crashed into something. He looked down at the small blond man that was sprawled on the floor in front of him. He was looking up at Sephiroth with wide, horror struck blue eyes. He looked like he wanted to run away to hide somewhere.

"Sir! I'm sorry! I wasn't watching where I was going!" He jumped up quickly. Sephiroth was surprised as he took in more of the young man's face. His hair stuck up in unruly blond spikes, his eyes the most beautiful vivid blue, his skin was smooth and fair, and lips that just looked so-. His thoughts quickly dissipated when he noticed the growing look terror on the adorable face in front of him.

"It's alright. Be on your way." His voice sounded softer than he would have liked. The boy looked up and him, eyes still wide.

"Yes sir!" He turned and walked away as quickly as he could, without looking like he was running for his life, down the corridor.

Sephiroth had never seen the delicate looking man before. He smirked as he turned to walk towards his office. The whole time thinking about the little blonde angel that had assaulted him in the hallway.

* * *

Zack was a little worried as he walked sluggishly to Sephiroth's office. He'd heard about the General's newest mission. Although Lazard knew how impatient Sephiroth could be he assigned him a frustrating mission. The superiors always liked to put him on missions that would test his patience, as if they liked to flaunt their authority. He hesitated before knocking on the door of Sephiroth's office. When he heard an irritated sigh from the other side he backed away, wondering if coming here was really a good idea.

"Enter." The silver fighter ordered firmly. When Sephiroth saw Zack Fair walk into his office he lifted his head off back of his chair he'd been reclining in. "What is it, Lieutenant Fair?"

Apparently Sephiroth was in no mood for formalities. "I have a favor to ask you."

"What is it?"

"I heard about your mission of training the new recruits." Zack scratched his head, feeling awkward. "I need to talk to you about someone in those ranks."

Sephiroth looked at the dark haired fighter with piercing serpentine eyes. "What was so important that you had to come to me personally?"

"Well, there's a certain kid in the newest recruitment. He's my close friend. I just wanted to make sure you wouldn't be too rough on the rookies. I know how much you hate missions like this." Zack sighed, not knowing what to say next.

"What's his name?" Sephiroth asked, pinching the bridge of his nose. He was quickly losing patience with the dark haired fighter.

"Cloud Strife."

"Alright, I'll try to avoid killing a 'Cloud Strife' during the training. Is that all?" Sephiroth's head was pounding, all he wanted to do was lay back and take a nap.

Zack's mako eyes went wide. "I'm serious! He's my best friend, if he gets hurt in training I'm not sure he'll be able to handle it," Zack mumbled. He was hoping that the General didn't see his request as anything more than a guy looking out for his best friend. The truth was that _he _couldn't handle seeing Cloud hurt. Cloud was just so fragile and angelic looking, he couldn't bare to think something hurting him.

The blond had made an adorably desperate attempt to keep him from mentioning anything to Sephiroth. Cloud had told him, _"Don't worry him about low Soldiers like me. I'll look stupid if you do that anyway." _But Zack was more concerned about Cloud staying in one piece than Sephiroth's opinion in him.

Sephiroth's emerald eyes softened slightly, seeing how worked up Zack was getting. "I may be impatient, but I would never kill a fellow Soldier. Especially not a mere child."

Zack calmed down a little at the General's reassuring words. He knew that if Sephiroth made a promise he would always find a way to keep it. "Thanks Seph. I knew you would pull through for me." He gave Sephiroth a toothy grin. "Hey, who knows, you might even enjoy training the rookies."

"Don't push it Fair. Now get out of my office." He gave the Lieutenant a venomous glare. Zack knew exactly how to push his patience without pushing far enough to get run through by his Masamune.

"Alright. Sleep tight." He flashed Sephiroth one last cheeky grin and slid out the door, shutting it quickly just in time to here something hit the other side of the door. He snickered quietly before walking down the hall. He could stop worrying about his best friend now that the General had promised to not beat Cloud up too badly. Zack's thoughts got away from him as he thought about the blond being injured. He would have to take care of him… To be a good, supporting friend and all… And of course he'd have to bathe him and spoon feed him. He imagined the blond licking a spoonful of whipped cream and looking up at him innocently.

He was pulled back to the present when his body started to react shamelessly to the thought. He looked down at the tent forming in his pants and sighed. "You and I both know that's never going to happen." He really needed to stop thinking with his crotch.

* * *

Cloud woke early that morning. He stared up at the cot above his absently. It was the day that he and the rest of the newest 3rd class Soldiers where to be trained by the Great Sephiroth. His felt heat creep up in his face as he remembered back to the previous week when he had absently ran into him. He had been afraid that Sephiroth would have killed him right then and there for being so insolent. But surprisingly the General had been polite and had let him live. But he walked _into_Sephiroth. He got to actually _touch_the Great Sephiroth.

_He, _Cloud Strife, got to touch a _legend_.

No matter how many times he seemed to tell himself this, it just seemed too good to be true. But what must have he looked like to Sephiroth? An idiot that couldn't watch where he was going most likely. _I have to prove myself to him during training. If nothing else for that stupid run in I had with him in the hall._

Cloud climbed out of his cot sluggishly. A knot twisted his stomach as he got ready. What if he messed up in front of the General, his hero?

He pushed away the thoughts of the many ways he could humiliate himself in front of Sephiroth. Cloud walked down the hall leading to the training room, feeling like nothing around him was real. He walked in to find the other recruits chatting quietly as they awaited the arrival of the General. Cloud put his duffel bag down near the edge of the huge room and walked to join his fellow cadets.

Before he could even reach them he heard the door open at the far side of the big gray room. He looked over to see Sephirothwalking towards them. All the third class soldiers stood to attention, Cloud did the same.

"Form a single file line. I want to see what I've got to work with here," Sephiroth ordered in and almost bored tone as he stopped a few feet away from the Cadets.

The men quickly lined up, Cloud ending up at the far end of the line. Sephiroth looked over them silently, when his gaze reached Cloud his emerald eyes widened very slightly, realization slightly noticeable. Cloud's face started to burn up, much to his dismay.

"You, at the end. What is your name?" Sephiroth noticed him as the boy that ran into him in the hallway.

"C- Cloud Strife, sir," Cloud stuttered, his face blazing. He hadn't asked the other men questions. _Maybe he just wants to know what name to put on the report, after he kills me._

"I see," Sephiroth muttered, looking away from the blond cadet. He just looked so appetizing, his cheeks where a sweet shade of pink. If he looked at the Cloud any longer he was afraid that he'd have to tell Zack that his friend _had indeed been_injured. But not from training. That would probably piss Zack off a little bit. "Alright. everyone warm up before we get into the training." Sephiroth gave Cloud one more glance before walking over to the side of the room. He leaned casually up against the wall. _This may not be as bad as I first thought._

Sephiroth was walking them through the correct stances to use in battle. Cloud was paying minimum attention to what the General was saying. He was busy just _looking_ at the man. His silver hair flowed behind him when he moved, Cloud wanted to touch it. He wanted to run his fingers through the long, lustrous strands. He wanted to just touch the General. Even if it was as brief as running into him again. When the silver fighter instructed them to do the same thing he had just demonstrated, Cloud felt panic rising up into his throat. He'd been too busy just _looking _at Sephiroth, much less listen to what he was saying.

"Cloud, why don't you show the other cadets how it's done." He looked over at the blond. He was surprised by what he saw, Cloud looked like he was about to die. Panic was written all over his cute face. "Is there a problem cadet?" His serpentine eyes took on a concerned, confused tint.

"Uhm... I can't remember what you did first." Cloud felt so stupid at that moment. He suddenly found the ground fascinating and kept his eyes low, wanting only to run and hide somewhere. He looked up slowly, not wanting to see what the General would say to his stupid explanation. He was surprised that Sephiroth's only reaction was an amused smirk.

"Here, I'll show you again. Try to pay attention this time." He walked up behind the younger man. He put his hands lightly on Cloud's shoulders, the blond tensed up in response. "You have to relax first." He whispered into the cadets ear. That got him a few confused looks from the remaining recruits. He waved them away, they immediately scattered, no longer paying much attention to the General and his troubled trainee- or at least acting like they weren't paying attention.

Sephiroth turned his full attention to the smaller man in front of him. Cloud had relaxed a little more. "There, that's better. Now raise you sword higher. And bend your knees." He pulled the boy's arms up so his sword was no longer resting against the floor.

Cloud bent his legs a little, getting a smile of approval from Sephiroth. He looked up behind him, just in time to see the smile turn into something different that he couldn't quite place. The General's eyes where like green flames, they where suddenly intense as they looked down at him.

"Did I do something wrong?" Cloud whispered, afraid that he had angered the man behind him.

"No, nothing at all. Your doing quite well actually." Sephiroth was surprised by how composed he sounded. But when he'd looked down at the delicate man, his thoughts where anything but composed.

"Oh. Thank you, sir," Cloud mumbled. looking straight ahead again. Maybe he was just seeing things. He felt Sephiroth's breath against his ear and shivered. Why was the General standing right behind him anyway? The other cadets where sparing and practicing while Sephiroth had to walk him through even the simplest stances. Cloud sighed. "I think I've got this stance down, sir. Thank you for helping me." He turned around to see the silver fighter looking down at him with those same intense green eyes he saw a minute ago. It took Cloud a minute to distinguish the difference between anger and lust. The look he was seeing in those emerald eyes was nothing but hot lust. Cloud's eyes widened and he started to blush even more. "Sir?" His voice was shaking against his best efforts.

Sephiroth looked away from the boy in front of him, trying to contain himself. The blond just looked so innocent and cute. He just couldn't help but entertain thoughts of doing dirty things to the boy and ravaging that innocence. "Join the rest of the cadets," Sephiroth ordered coolly.

"Yes, sir." Cloud was confused as he wandered over to the remaining 3rd class Soldiers. The rest of the training Sephiroth didn't look at him even once. Well at least from what he saw, he was trying to keep his own eyes from wandering over to the beautiful instructor. He found that if he didn't look at the General it was easier to listen to what the man was saying, so he stuck with that method the rest of the training session. When it was finally over he hurried to the locker room with the rest of the cadets and changed quickly.

"Isn't General Sephiroth amazing?" a young dark haired cadet said dreamily to the man next to him.

"Yeah, he's not a bad teacher either. I hope he continues to train us," the other man said.

"He's not that bad lookin' either," one of the younger cadets chirped in. The other recruits nodded in silent agreement.

Cloud overheard the younger cadets' conversation. He felt a sudden pang of jealousy. _He's an amazing man. Of course other people think so too. I'm just being stupid. _Cloud walked out of the locker room, heading for the main exit from the training room when he saw Sephiroth walking towards him.

"I hope you learned some things during training, Strife." Sephiroth stopped in front of the smaller boy and put his hand casually on his shoulder. "And get some rest. Your going to need it for what is coming tomorrow."

Cloud smiled up at Sephiroth "Yes sir!" He turned and walked out of the training room, seeming to float his way to his dorm room.

* * *

Zack poked at the sleeping form of Cloud. "Hey, Chocobo. Wakey, wakey. Zack is here to pick you up. Have you already forgotten?" He tugged at the covers pulled over Cloud's head, getting a bit of resistance from the blond before he gave up and rolled over and buried his face in the pillow. Zack chuckled before leaning over and tickling the boy on the back of his exposed neck. Cloud shivered before rolling onto his back and looking up at Zack with sleep bleary eyes.

He gave the dark haired man a heart warming smile. "Sorry. I was planning on sleeping in today. I guess I forgot after all." He looked up innocently at Zack.

He chuckled before ducking down so he could tease Cloud a little more. He pulled at the sheets again, this time a bit more aggressively, Cloud responded with a tug of his own. _Oh, I see how it is! _

Zack was taken off guard by Cloud's playful but strong pull, resulting in the heavy fighter losing his balance and landing on top of Cloud in his cot. He looked down at the startled boy beneath him, slow to realize that he was so close to his adorable crush. Cloud just looked up at him with a confused look in his wide sapphire eyes. After the initial shock wore off Zack muttered a quick apology before he attempted to climb off the heap of sheets and Cloud. To his surprise Cloud grabbed his arm before he could get off. Zack looked at the boy questioningly.

Cloud felt heat creep up into his face. "Does it bother you? Being so close." He whispered, hoping he wasn't making the biggest mistake of his life.

"Not really. I just don't want to crush you... or think I was up to something." Zack looked at Cloud with reassuring eyes. He wasn't exactly sure what the blond was thinking, but he defiantly didn't want him to think that he was afraid of being close to him.

Cloud felt a little bit reassured, enough to try to take thing to the next level at least. "Does this bother you?" He looked up at Zack, still blushing furiously, before lifting his head to lock lips with confused man. He felt Zack tense up and braced himself for humiliation and guilt. But he couldn't have been more surprised by the fighter's reaction. Zack pushed his lips hungrily against his, reciprocating shamelessly, his tongue traced the blond's lower lip. Cloud was dizzy from the fighters unexpectedly fierce reaction. He parted him lips to gasp as he felt Zack's hand slide slowly down his chest continuing down to the forming bulge in his pants. Zack took the opportunity to thrust his tongue into the blond's open mouth as he deepened the kiss. Before Cloud realized it he was stroking the invading tongue wantonly with his own. Cloud could feel his boxers getting uncomfortably tight as the dark haired man continued to rub him through the thin material.

Zack broke away, gasping for breath. "I wouldn't say that bothered me too much." He looked down at the boy beneath him smiled mischievously. He reached down and pulled down Cloud's straining boxers bellow his hips to release his throbbing erection, getting a rewarding sigh of relief from the boy. Zack pulled down Cloud's boxers just down below his knees, too horny to get them all the way off. He winced as Cloud raised one of his thighs between his legs and rubbed the his arousal. Zack moaned in throaty pleasure as he forgot about undressing the cadet, he pressed against the blond, unconsciously humping Cloud's leg.

Cloud was incredibly turned on by the sight of his friend in such a passionate state. He wrapped his legs around the man's waist and pulled Zack man down for another heated kiss.

_I want to see him completely undone, _Zack's thoughts were clouded by the blonde's warm wet mouth against his. He pulled away, looking down at the angelic man beneath him. "I know what will make you feel _really good._" Zack crawled back towards the bottom of the bed, pushing Cloud's legs apart he laid down in between them.

The color already staining the blond cheeks became a deep shade of pink. "Zack, please go easy. Remember this is my first time."

Well, Cloud had already figured out what he was going to do, so it's a good sign that cadet didn't already kick him in the face and run off. Zack looked up smiling reassuringly "Cloud, I would never go to hard on you." His smile turned into a cheeky grin, "But that doesn't mean I won't make you scream my name in ecstasy." Zack lowered his head before Cloud could respond to his challenge.

Cloud's eyes widened at the fighters words, but before he could argue Zack licked the head of his cock. Cloud gasped as his friend continued to rub his tongue roughly over the tip. Cloud moaned against his own will, unable to contain the sounds of muffled pleasure that escaped his lips. Zack took the whole thing in his mouth and bobbed his head fast, Cloud grabbed at the sheets of his cot, trying unsuccessfully to keep quiet.

Zack let his teethe graze lightly over the rigid length, sending tingly sensations through Cloud's lower abdomen. Those wicked teethe nibbled gently at the slit in the tip of his cock. A loud moan broke through Cloud's gasping lips. Zack had him deep-throated when he heard the sound. His deep, rumbling chuckle around the blonde's cock was amazing. Cloud's eyes went wide with surprise. He tried to lift himself onto his elbows to look at Zack, but his heads fell back onto the pillow. He squirmed helplessly as the sweet torture continued. trying to contain the orgasm that he was right on the brink of having, wanting the sweet torture to continue a little longer. His sapphire eyes closed tightly as Zack took his entire length deep into his throat. Cloud bucked into the fighters mouth as the powerful climax washed over him. Cloud's eyes where rolled back, his body shivering.

Zack pulled Cloud's spent cock out of his mouth and looked up at the boy, still shivering and panting. An overwhelming pride filled him, he was the first person to ever get to touch Cloud this way. And no one could take that away from him. He kissed Cloud's thighs and trembling stomach leaving a hot trail all the way to the cadet's kiss swollen lips. Zack laid on his side next to the boy.

Cloud looked up at the fighter and smiled. "That was amazing Zack. But don't you want me to..." Cloud broke off looking at him with a flustered, awkward expression.

"Naw, It's fine Cloud." Zack smiled as the boy relaxed a little. Cloud looked up at him and smiled. "Thanks Zack. I will do it though. But I don't think I can… right now."

Cloud's colored cheeks where so cute that Zack had to lean over and kiss each one. "Whenever your ready." Zack pulled the blond into his chest, feeling the boy's soft hair tickle his chin. He sighed, completely content as the slender cadet snuggled closer. They slept for a few hours, completely missing the training session that Cloud had was supposed to have attended with Sephiroth.

* * *

Cloud jolted awake when he noticed he noticed someone's arm slung around his waist. His eyes snapped open to see a nothing but Zack's broad chest. The memories why Zack was in his cot slowly came back to him. He blushed slightly at the memory of what exactly had happened. He felt the bulky warrior stir, he snuggled closer and planted a kiss on his neck.

Zack's eyes opened and looked down at him blearily. "Hey, Chocobo." He smiled and tilted his head to kiss Cloud softly on the forehead. "You totally missed that training session with Seph."

Cloud shrugged, he knew he would be scolded for it later, but being so close to the big, warm fighter made all his worries seem insignificant. "I'll just have to take the heat for it then. I liked _our _training much better." Cloud looked up, hoping Zack didn't feel any regret for what they'd done together.

"Me too. We'll have to do this again blondie." Zack yawned and stretched before rolling over to give Cloud more room. He laid on his side, his head propped up on his elbow as he admired the sight of Cloud , stark-naked and adorably disoriented.

Cloud looked over to see his best friend gawking at him with a look of hunger. He looked down and remembered that he was practically naked. He felt the blood rush to his face, Cloud punched Zack in the shoulder, getting a chuckle from the dark haired man. The cadet decided that he better get some clothes on before Zack pounced on him, for one reason or another. He rolled over a little to fast, resulting on him falling quite unceremoniously off the small cot. The young boy landed with a loud _Thump _on the floor. There was a second of stunned silence before Cloud realized what had happened.

Zack burst into a hysterical fit of laughter, much to Cloud's annoyance. One minute the little blond angel was looking so sexy and elegant, the next he was toppling off the bed. That just was too much for Zack, his eyes started to water. He looked over the edge of the cot, Cloud was looking up at him with a adorably sour expression. Zack clutched at his side, gasping for breath. Somewhere in his peripheral he saw a looming figure because I looked up from a scarlet Cloud to the form beside the door.

Sephiroth stood there, leaning leisurely against the door frame. He studied them both with unreadable serpentine eyes. "Interesting."

Zack's jaw hung open in shock. His only thought being- _Um, uh…o._

Cloud heard the familiar smooth voice and froze. Somewhere in the back of his mind he new he should do something, but it was overshadowed by the _need_ to disappear. He looked up at Zack's face instead, he saw himself in that frozen expression of horror. The two exchanged a pleading look before pulling themselves together. They had a lot to explain.

* * *

_Like? Don't like? Please review or I won't know. Constructive Criticism is always welcome. All reviews are very much appreciated._


	2. Chapter 2

_***Final Fantasy and all it's characters belong to Square-Enix. This fanfiction is purely for enjoyment and recreation.***_

_**This is Yaoi (Male/Male relationship). If you aren't mature to read it then don't. Yaoi fans enjoy!**_

_**Training**_

* * *

Zack was the first to break the awkward silence. "Uh, Seph. What are you doing here?" It was the only question his shocked mind could conjure.

The glint in Sephiroth's emerald eyes boarder-lined amusement, but he schooled it quickly, letting only a subtle smirk spread on his lips. "I could ask you the same question, Fair. It seems you've kept one of my trainees occupied while he should have been with me. _Training_."

Zack looked down at Cloud. The boy's face was scarlet, his where eyes down. He felt a deep pang of guilt as he took in Cloud's perfectly still form.

"Yes, it was my fault. I will except any punishment, just don't put any of the blame on Cloud." Zack, still naked, swung his legs over the cot and pulled a blanket over Cloud. The boy looked up at him with dull eyes, already to embarrassed to even try covering up. Zack looked away, unable to look at him without feeling self disgust. The least he could to do was cover up his bare body. Even that was more for himself than anyone else, though. Zack didn't want to share the sight of Cloud's flawless, sexy body with anyone.

Sephiroth glowered silently as Zack pulled the material over Cloud's exposed skin, obscuring his view. Zack looked back to him after another apologizing glance at the blond. "You caught us, ok. I'm sorry he missed training, but I don't regret anything. If that's all then you can leave, Seph."

"Your in no position to order others around, Zack." The General's tone was anything but punishing though, it was challenging. Challenging Zack to order him around again.

Sephiroth couldn't keep the excitement out of his voice. Zack, oh-so-naked, still found a way to be so bold. It's always so rare for someone to talk to him so loosely. It can be refreshingly exciting to have to keep them in line.

Both mens' eyes went to Cloud as he stood up, blanket pulled tightly around him. Cloud's usually evasive sapphire eyes where set boldly on Sephiroth. "I have no excuse for missing the training session. Zack can't take all the blame. I'm the one who started it." His eyes fell away from Sephiroth's face, ashamed.

The silver haired man chuckled softly. Cloud looked up reluctantly, surprised to see a carefree smirk on the General's face. The blond's eyes grew even wider when Sephiroth reached to ruffle his hair.

"I think you two getting caught is all the punishment I'll need to inflict," Sephiroth said, turning away from the two confused faces.

Off the hook? Really? Zack didn't believe that. He knew Sephiroth wasn't one to let things go so easily, especially things this humiliating. But for Cloud's sake he held back the witty comment that was on the tip of his tongue.

"Aw, your such a softy, Seph!" Zack cooed with a cheeky grin instead. He grabbed Cloud from behind, pulling him against his chest. Cloud struggled a bit before going still in the big man's arms, all the while muttering under his breath.

Sephiroth turned and watched the look the two Soldiers exchanged. Cloud's eyes where low, but a small smile crept on his lips. Zack, on the other hand, was cuddling the boy openly, a toothy grin on his smug face. They where an incredibly sweet couple. Two men, both sexy as hell, such a waste, Sephiroth thought with a mental sigh.

"Cloud, you'll have to make up all the training missed in you…activities with Fair," Sephiroth said, prying his eyes from the two cuddle bugs.

Zack's grin faltered. "I can teach him all the basics. You don't have to worry about him."

"Oh, I'm sure you could, but it's my mission and I will fulfill it properly. Even if that means one-on-one lessons. I suggest you get ready, cadet. Tonight there will be another session and if you don't make it to that one then I will take it upon myself to teach you."

Zack's lips where pressed in a hard line. "I don't think that's necessary. He _will_ make it to the thing tonight." Zack pulled Cloud closer to him, away from the General.

"I will make it to the training session," Cloud promised, pulling away from Zack.

The dark haired man released him reluctantly. Zack watched Sephiroth with intense eyes, _daring_ him to make a move on his newly found boyfriend. Sephiroth didn't notice though, his full attention was on the delicate boy before him.

"Good. I'll see you there, Cadet Strife." Sephiroth turned on his heel and slipped out of the door silently, just as he'd entered it.

Cloud turned back to Zack just as he heard a rumbling sound, a deep growl. "What?" Cloud asked, quirking a pale eyebrow.

Zack was glad to see that most of Cloud's tension faded after Sephiroth took his leave. He didn't like the way Sephiroth looked at Cloud like he was some kind of rare treat. Well he _was, _but a treat he wouldn't share.

"Nothing Cloudy." Zack winked and pulled the boy back into his arms and nibbled at his neck.

"Nothing!? We just got caught butt naked by a superior. Not just _any_ superior either, SEPHIROTH!"

Zack stopped and turned his shoulders to face him. "Cloud, do you regret it?" His voice was barely audible.

"No! I just wished we locked the door or something." Cloud looked up from the place on the floor he'd been staring at. Zack's usually bright, cobalt eyes where pained.

"I don't regret anything, Zack. Well, maybe the getting caught part, but it was a small price to pay for what we have now." Cloud could see his words where sinking in. Zack looked a little more reassured. Not enough though, Cloud thought. He stretched up on his toes to leave a lingering kiss on Zack's lips.

Cloud felt the Zack's lips twist into a smile against his. He couldn't help but smile back. They stood there for a while, holding each other and smiling like idiots.

Zack pulled away to look down at himself. He was still naked, and a bit aroused from Cloud's innocent kiss. "I think I'd better get some clothes on."

A surprised laugh burst from the blond's lips when he looked down, too only to see Zack's cock proudly saluting him. "Good idea."

"_Or_ we could…" Zack broke off, an impish smile on his lips.

"Zack! Get dressed!" Cloud growled in exasperation.

"O…k." Zack's smile feel like a rock.

_Ohhh, not the puppy eyes. Nu-uh._ Cloud looked away from the tempting invitation. He heard Zack chuckle and the rustle of clothes being pulled on.

"I'm decent. Promise."

Cloud turned. Zack was halfway there. At least he had some pants on.

Zack hid a grin. Cloud's eyes where hungry on his exposed chest.

"I think your missing something," Cloud reminded him huskily.

"Oh, am I?" The question was challenging.

Cloud just pulled his blanket around him tighter, trying to conceal his growing arousal. He bent down to pick up his clothes that where scattered about on the floor from their earlier urgency.

Zack sighed dejectedly, turning away to let Cloud have his precious privacy. _I sucked you off and _liked it _and I still can't see your hot body. _The disappointment wasn't as strong as he let on though. Cloud's bashfulness was one of the things he loved most about him.

The two got dressed and cleaned up. Zack had to go for a mission. After a long, sweet kiss he closed the door behind him, leaving Cloud already missing him.

Cloud tried not to worry about the whole incident. Sephiroth's passive expression was so hard to read. What could he have been thinking? Disgust? Surprise?

He sighed. There's no knowing.

He laid back down in the cot and buried his head in the pillow. It smelled like Zack, a comforting smell. He focused on that, willing his mind to not wander to more troublesome thoughts. Before he realized it he drifted into sleep.

* * *

The waning sunlight that filtered through the small window in Cloud's room shined in his eyes, waking him from his deep sleep. The first thing he did was look at the digital clock on the small table beside the head of his cot. The boxy numbers read 4:49 P.M.

Cloud gasped, ripping off the covers and jumping up. He had eleven minutes to get ready and be in the training gym. He grabbed at his standard uniform, dull gray cargo pants with the matching shirt. All the cadets had to wear this when they had to do anything SOLDIER related. He jumped into the shower, forgetting completely to turn on the warm water. He washed and dried just as quickly. Even after he'd pulled on his fresh clothes his skin was prickled with cold goosebumps. He grabbed his duffle bag, thanking the goddess that he hadn't taken the time to unpack it, and ran out the door. He arrived at the gym and pushed the door open, gasping for breath.

The other cadets didn't even seem to notice him. They stood there, chatting and laughing with each other.

_I made it._ Cloud sighed, relieved beyond measure.

He looked at the clock that was high on one of the blank walls. The spindly hands told him he still had two minutes to calm down before the General would arrive.

Cloud found himself watching the clock, the _tick, tick, tick_s, making his nervousness grow. When the clock struck five the gym doors opened. As if on cue Sephiroth walked through them, the same bored expression etched on his face. He looked around immediately, expectedly. His eyes fell on Cloud and he barely, but just enough to be visible, smirked.

Cloud fidgeted and shifted his feet. He was a little used to the General paying more attention to him now, but it still always made him feel self-conscious. The handsome man was walking towards him now.

"I'm glad you could make it this time." Sephiroth chuckled. "I was sure Zack would keep you away," he added more quietly.

"He's on a mission," Cloud mumbled, dying inside from embarrassment that Sephiroth had brought up the situation from earlier that day.

"I guess that makes you lucky. He can be a handful sometimes."

Cloud couldn't believe the jealously he felt at the note of adoration in Sephiroth's voice. Adoration directed at _his_ Zack.

"Yeah, that's Zack." Cloud stifled the unreasonable feeling. Everyone loved Zack. He could handle that. But when _Sephiroth_ says something like that he can't help but feel intimidated. There's no way he could ever dream to rival him, not his godly looks or impossible fighting skills.

"Time to get started." Sephiroth sighed, turning away from him, towards the other recruits. "Enough talk. Get prepared to spar. We're doing one-on-one training today to sharpen you individual styles."

"You'll be _my_ partner, Cloud." He practically purred his name.

Cloud couldn't help but love the sound of it on his lips, those sexy, shapely lips. A blush, for once not from bashfulness, heated his face. He looked away from Sephiroth's distracting face. "Okay."

"Get a partner and get started," the silver warrior announced to the other men. He laid a hand on Cloud's shoulder, chuckling inside at the men who had already went for Strife and turned immediately when they saw who he was taken by.

Sephiroth went to the nearest weapons rack and grabbed two wooden swords. He tossed one to Cloud, who caught it effortlessly. He smiled approvingly as the blond settled into a defensive stance, one of the stances they'd gone over in the last training session. "Looks like you _did_ learn something."

Cloud chuckled, feeling more confident with the familiar weapon in his hands. He dashed at Sephiroth, sword raised high. He was determined to focus _only_ on training this time.

Cloud tried to slow his breathing, it was coming in shallow gulps as he dodged and blocked as many of Sephiroth's blows as he could. Maybe telling the General not to hold back had been a mistake. His relentless strikes, one after another, left Cloud little time to defend himself, much less an opening to attack. He could feel the bruises forming where he got hit. He knew full well that the other man wasn't using even a fraction of his true strength, but still, the blows that he landed made Cloud wince.

After a particularly strong hit that Cloud managed to block with his wooden sword he fell backward, onto the cement floor. He sucked in air and tried to get up, but his legs wouldn't let him. He crumpled to the floor before he could even make it halfway up.

"You should watch what you say. Your lucky I _do_ hold back." But Sephiroth's voice didn't hold the cockiness Cloud would have expected, instead he sounded concerned. Sephiroth offered a hand to the boy. He was surprised when Cloud laughed darkly and simply shook his head.

"Would an enemy offer me a helping hand?"

"I'm not you enemy, Cloud," Sephiroth said in almost a whisper. He didn't withdraw his hand, he just waited.

Cloud looked from his hand, to his face, and back, contemplating. His sapphire eyes looked reluctant but he accepted the hand. Sephiroth couldn't contain a smirk and pulled him up effortlessly.

Cloud's eyes lost focus and he stumbled forward, into Sephiroth's chest. He caught the blond and held him up against him, not trusting his wobbly legs. Cloud's clothes where drenched in sweat. His spiky bangs stuck to his forehead.

_He's dehydrated_, Sephiroth thought worriedly. He pulled the boy up into his arms and carried him to the edge of the big gym, where Cloud's duffel bag was laying . He sat the blond down, propping his back up against the wall. He rummaged through the bag until he found what he was looking for. He pulled out the bottled water and unscrewed the cap to hold it to the boy's lips.

Cloud's eyes fluttered open. "Sorry," he croaked.

"You can always tell me if you need to take a break," Sephiroth reminded him, sounding more calm than he felt. He took a seat beside the boy on the hard floor.

"You where working way harder than me and you don't need a break, so why should I?"

"I have mako enhancements. Not to mention, I've been doing this for a lot longer than you." The silver haired man chuckled at Cloud's sour expression. "Drink."

It was annoying to have to be carried around and treated like a rag doll. Cloud couldn't fight now though, he took the bottle from Sephiroth's hand, unwilling to make himself look any stupider by being bottle fed like a toddler. He drank quickly, emptying the bottle in no time.

Sephiroth brushed Cloud's pale bangs out of his eyes. Cloud couldn't contain a shiver at the feather light touch.

"CLOUD!?"

Sephiroth and his trainee looked up, along with everybody else in the room. Across the gym Zack stood there, eyes wide, mouth gaping. The two didn't have time to respond before the dark haired First was in front of them.

"Um, what's going on here?" he asked urgently. His eyes kept darting to the hand that was on Cloud's head.

"He passed out during the training," Sephiroth informed him coolly.

"Okay, I think I can take care of him now. You should try paying attention to the other cadets for once," Zack suggested.

"Your mission is done already?" Cloud tried to get up, using the wall for support. His head spun though, the dull colors of the gyms danced around him as he plopped back to the floor.

Zack watched as Sephiroth made a move to put his arms around the boy. But the First didn't wait to see what he would really do. Zack snatched up Cloud from the floor.

Cloud was flying. The room did that annoying spin and he had to close his eyes, willing the blood to pump to his head.

* * *

When he opened them again he was sure he'd died. The two most gorgeous faces where above him. He was in a soft bed. The walls, everything, in the weird room was bleached white. The only thing was, the two angels where bickering, their faces where contorted with rage. That made him sad. He wanted them to stop fighting.

The sable, spiky haired one looked down at him first. The other one looked down at him with empty serpentine eyes.

Cloud wanted to reach up and touch the pretty faces. Then the wolfy face spoke. "Chocobo! Are you okay? You look woozy."

The archangel spoke next. "Do you still feel weak?"

The wolf's face went back to the angry mask as before. "Why do you care?! You should have let him take a break. Are you trying to kill him!?"

"Stop," Cloud growled. He was already feeling better. His head didn't pound and the surroundings didn't do flips around him.

Zack visibly struggled to hold his tongue. Instead he reached down and stoked his boyfriend's hair. The soft strands tickled his fingers. He smiled down at the adorable face. "I'm glad your okay, Cloudy."

Sephiroth sat on the opposite side of the bed, silently watching the two. His goal looked so promising at the moment: To take both of these sexy men as his lovers. He was secretly pleased when the blond boy looked up at him with appreciation on his face.

"Thanks you for bringing me to the infirmary you guys. In the future I'll let you know when I need a break," he vowed, a familiar color heating his face.

Apparently both Zack and Sephiroth found the boy too adorable at the moment to resist, because they both stroked his cheeks with their fingers, loving the heat under them. Both men caught the other's eye. Sephiroth offered a crooked grin. Try as he might, Zack couldn't deny the General a grin of his own.

"Is the training over?" Cloud asked.

"No. I left Angeal in charge of the other recruits," Sephiroth informed him with a smile.

"Then lets go." The cadet tried to climb out of bed. The room didn't turn around him so he was pulling the sheets off in no time, determined not to waste any training time.

Zack and Sephiroth acted as one, pushing him back down in the comfy infirmary bed. Their eyes where stern and determined.

"Your staying here for the night," Zack ordered.

"Not leaving until morning. For _anything_," Sephiroth added for him.

Cloud was taken off guard by the random bout of teamwork on his superiors' part. "Fine." He crossed his arms across his chest, pouting.

Zack and Sephiroth mirrored an adoring smile, both of them reaching down to stroke his soft, spiky hair. Zack looked up into Sephiroth's unusually soft eyes. He didn't like sharing Cloud with anyone, but how could he push the General away when he looked like that.

He and Sephiroth sharing Cloud. How would it be? He always though the silver warrior was beautiful, but his cold demeanor never let things go farther than physical attraction. With Cloud though, it was different. He was far from cold now, with his hand tenderly on the boy. Hands that have cut down so many enemies without even a second thought.

Maybe these thoughts where just him though. Maybe _he_ wanted Sephiroth too.

"Can I talk to you?" Zack asked the man across from him, standing up from his chair.

"Alright." Sephiroth's eyes reverted back to cool and calculating as he stood up to walk to the door.

Cloud just watched the two curiously, hoping they weren't going to start fighting again.

The two men walked out of the long room lined with white beds, out in the hallway.

"Zack, I'm sorry about his condition. But-"

"I'm not going to bite your head off, if that's what you think," Zack interrupted. "I wanted to talk about something else actually."

"Yes?"

Zack shifted uncomfortably. Sephiroth's blunt, to the point manner could be unnerving, even for him. "You like Cloud, don't you?"

"How is this relevant-"

"Don't you?" Zack repeated firmly.

"Yes, I like him." Sephiroth chuckled.

"Enough to try and put the moves on him?" Zack's voice was mischievous. He quirked a dark eyebrow.

"You two are together, so I wouldn't dare make a move on a guy that's already taken. Especially not a guy that's taken by my friend." Sephiroth smiled at how surprised Zack looked. He considered Zack more like one of his _best_ friends, actually. When everyone obeys your every whim without a single question, it's nice to talk to someone that treats you as an equal instead of a superior. Zack was one of the few people that treated him like a normal guy and not always as "The General".

The surprise didn't last long before fading into a dreamy smile. "I didn't know you thought so highly of me, Sephy!" Zack swooned. He reached jokingly to embrace his new best friend in an overjoyed hug. He was taken off-guard when Sephiroth grabbed his outstretched arms and pulled him swiftly into his chest.

"Huh?" He didn't have time to gather his wits before Sephiroth lowered his lips to his in a bruising kiss. His eyes went wide and he tried to push away, but the animated lips against his did nothing to help his escape. He felt his strength bleed away, all rushing to his face, leaving an uncanny blush on his cheeks. He reached around to the back of Sephiroth's head in a last attempt to free himself, before he got to caught up in the exciting kiss, and yanked at his long hair. Sephiroth groaned loudly, the sexiest sound Zack had ever heard. Instead of pulling away in pain though, the General delved his tongue into Zack's mouth.

Zack did a mental shrug, feeling his last logical thoughts float away, and kissed the other man passionately. Sephiroth was one of the most skilled kissers he'd ever met, that was for sure. He dominated Zack's mouth fiercely groped his tight butt.

Zack pulled away first, gasping. He looked into lustful emerald eyes, feeling his pants grow tighter. Sephiroth's wet lips panted slightly, they looked so delectable to Zack at the moment. He couldn't deny himself the need and pulled Sephiroth's face to his in another kiss. Zack ground his hips against Sephiroth's shamelessly, a moan escaping his lips. Zack felt deft fingers unbuttoning his shirt. Finally the first coherent thought popped into his head. _Baaad. No, Cloud is in there. _He_ is my lover. This is very baaad._ He looked down at his obvious arousal and frowned. _Crap, this is becoming a problem._

Sephiroth was confused as the dark haired man stopped his progress of undressing him. Zack pushed his hands away and hastily worked to button up his shirt. He kept his eyes low but the telling blush on his face was from something more than passion. Embarrassment? Sephiroth wondered. Sephiroth himself was surprised at how strongly he'd reacted to Zack's reciprocation of the kiss. He had expected the man to push him away in disgust, after all the boy Zack had got caught with was just around the corner, waiting for them to return.

"I'm sorry. I didn't mean to force you or…" Sephiroth straightened his jacket and shifted, cursing mentally at the bulge in his pants.

"Haha. I wouldn't say you had to force me or anything. I kind of got a little excited. How are we going to explain this-" Zack looked pointedly at Sephiroth's erection "-to Cloud?"

Sephiroth was at a loss for words. Hiding it would be such a dull way to do it. His plan was finally coming together, there was no way he planned to stop now. "Can't we just be honest? Would it really be _that_ devastating for the boy to be caught up in a relationship like this? To be loved by two men?"

"Er…" Zack said dumbly. That sounded far from devastating. But would Cloud go for it? The blond's shy demeanor told him he wouldn't. "We won't know until we ask," Zack concluded, against his better judgment.

"Then lets ask him," Sephiroth suggested, already walking towards the door of the infirmary.

"Seph! Wait!" Zack growled. But the General kept walking, into the doorway without even a glance back. He followed quickly, worried that Sephiroth's blunt manner would make Cloud nervous. Sephiroth would, no doubt, _inform_ Cloud about the situation instead of _asking _him if it would be ok. But just like Cloud's bashfulness, Zack liked that part of the General.

He walked in the long room to see Sephiroth beside a sleeping Cloud. He walked to stand beside him silently, not wanting to wake the young boy from his adorable sleep. The two men chuckled silently. Cloud must have been more tired than he'd let on. Too cute, they both thought.

Sephiroth slipped a hand into Zack's, a small smirk on his otherwise blank face. The sable haired fighter quirked a brow but didn't object. _How long has he been planning this?_

Sephiroth's thoughts where that of victory. _This turned out well. The wolf has been tamed, now it's the chocobo's turn._

Zack tried to think of reasons why this couldn't work, how it's wrong. He couldn't think of any. If everything turned out well, this could be an amazing relationship.

If the two Firsts had been paying attention they might have noticed the tiny smile on Cloud's pale lips.

* * *

_**Sorry it took so long! Please review, I appreciate all of them.**_


End file.
